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Post by peppy on Jun 4, 2017 22:31:34 GMT -5
On April 6, 2017, MannKind Corporation (the “Company”) entered into a Change of Control Agreement with each of its executive officers (each, an “Executive”), consisting of: Matthew J. Pfeffer, Michael E. Castagna, David Thomson, Ph.D., J.D., Raymond Urbanski, M.D., Ph.D., Joseph Kocinsky, Rose Alinaya and Stuart A. Tross, Ph.D.
The Change of Control Agreement with each Executive provides for the employment of the Executive during the two-year period following a change of control of the Company and certain benefits during that period. Each Change of Control Agreement provides that during the two-year period following a change of control of the Company, the Executive will (i) have a position and duties commensurate to those of the Executive prior to the change of control, (ii) perform his or her services at the same work site as before the change of control, (iii) receive an annual base salary at least equal to the Executive’s annual base salary in effect during the year in which the change of control occurs, (iv) be eligible for an annual performance-based bonus equal to the average annual bonus paid or payable to the Executive for the three years prior to the change of control and (v) receive other benefits.
In addition, each Change of Control Agreement provides that in the event the Executive’s employment is terminated other than for cause or if the Executive resigns for good reason during the two-year period following a change of control of the Company (or prior to, but in anticipation of, a change of control of the Company), the Executive will be entitled to certain severance benefits, consisting of (i) the continuation of base salary for 18 months following the date of termination, (ii) the payment of an amount equal to 1.5 times the average annual bonus paid or payable to the Executive for the three years prior to the change of control, (iii) a pro rated annual bonus amount for the current year if the performance criteria for earning such bonus is met or if the Company’s board of directors determines that all such criteria could have been satisfied if the Executive remained employed for the full fiscal year, (iv) health and dental insurance benefits for up to 18 months following the date of termination, (v) the immediate vesting of all of the Executive’s equity awards and (vi) the extension of the time to exercise vested stock options following the date of termination.
www.streetinsider.com/SEC+Filings/Form+8-K+MANNKIND+CORP+For%3A+Apr+06/12759764.html
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the strange.
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Post by brotherm1 on Jun 5, 2017 1:18:09 GMT -5
the Mann foundation sold its stake in EYES and bought about 5 million more shares of MNKD .... I think they got some information that we dont have kuka where do I find this info?
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Post by kuka on Jun 5, 2017 1:47:58 GMT -5
It happened less than two months ago ...they sold their stake to an EYES board member ...and soon after Mann Foundation shares in MNKD increased by about 5 Mil ...you can dig that out somewhere
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Post by mango on Jun 5, 2017 1:52:44 GMT -5
For the sake of staying within the MannKind storyline— I hope Matt Pfeffer's LinkedIn profile will randomly change one day to:
Matthew Pfeffer Chief Executive Officer at Receptor Life Sciences
Stay tuned.
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Post by mnkdfann on Jun 5, 2017 2:02:29 GMT -5
For the sake of staying within the MannKind storyline— I hope Matt Pfeffer's LinkedIn profile will randomly change one day to: Matthew Pfeffer Chief Executive Officer at Receptor Life Sciences Stay tuned. Matthew Pfeffer Chief Executive Officer at Receptor Life Sciences, a wholly owned subsidiary of Amgen.
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Post by rossomalley on Jun 5, 2017 4:16:12 GMT -5
Until we know where the cash is coming from, it's naive to rule out the possibility of Chapter 11 reorg. And insisting that the Mann Foundation stake makes this impossible belies a gross ignorance of how these things work. If the Foundation cuts a deal with Deerfield, and the BK judge accepts the plan, the Foundation can come out of Chapter 11 whole while we get squat, it doesn't matter that they hold the same class of shares. And Mike and the BOD and the Foundation can all piously claim they left us behind to save Al Mann's gift to the world. I still think/hope we will escape this fate but it is something to watch over the summer. And instead of knee jerk trolling everyone who advises caution with this investment, perhaps you should spend some time learning the basics of bankruptcy law.
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Post by therealisaching on Jun 5, 2017 5:13:27 GMT -5
Until we know where the cash is coming from, it's naive to rule out the possibility of Chapter 11 reorg. And insisting that the Mann Foundation stake makes this impossible belies a gross ignorance of how these things work. If the Foundation cuts a deal with Deerfield, and the BK judge accepts the plan, the Foundation can come out of Chapter 11 whole while we get squat, it doesn't matter that they hold the same class of shares. And Mike and the BOD and the Foundation can all piously claim they left us behind to save Al Mann's gift to the world. I still think/hope we will escape this fate but it is something to watch over the summer. And instead of knee jerk trolling everyone who advises caution with this investment, perhaps you should spend some time learning the basics of bankruptcy law. This is false. Their equity gets wiped out along with every other shareholder. It's possible they could own a new private mnkd through a bk but they would have to put up new money to do so.
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Post by rossomalley on Jun 5, 2017 5:21:44 GMT -5
Until we know where the cash is coming from, it's naive to rule out the possibility of Chapter 11 reorg. And insisting that the Mann Foundation stake makes this impossible belies a gross ignorance of how these things work. If the Foundation cuts a deal with Deerfield, and the BK judge accepts the plan, the Foundation can come out of Chapter 11 whole while we get squat, it doesn't matter that they hold the same class of shares. And Mike and the BOD and the Foundation can all piously claim they left us behind to save Al Mann's gift to the world. I still think/hope we will escape this fate but it is something to watch over the summer. And instead of knee jerk trolling everyone who advises caution with this investment, perhaps you should spend some time learning the basics of bankruptcy law. This is false. Their equity gets wiped out along with every other shareholder. It's possible they could own a new private mnkd through a bk but they would have to put up new money to do so. Someone would have to put up new money, yes, but that doesn't invalidate the scenario I posited. Foundation's old equity being invalidated is irrelevant, if they're part of a deal they could potentially get an equivalent stake in MNKD as it comes out other end of reorg.
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Post by therealisaching on Jun 5, 2017 5:48:58 GMT -5
Agreed anything could happen. However, if the foundation had some understanding with Deerfield to file why let Matt P go? They would keep the trusted finance man who admired and was friends with Al Mann to walk them through the process.
Market cap has doubled this month on some news and some speculation. They are going it alone for now. Let's see the card turn over for the Middle East country where they are on file. Get back to $5 and use the ATM
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Post by brotherm1 on Jun 5, 2017 7:06:37 GMT -5
This is false. Their equity gets wiped out along with every other shareholder. It's possible they could own a new private mnkd through a bk but they would have to put up new money to do so. Someone would have to put up new money, yes, but that doesn't invalidate the scenario I posited. Foundation's old equity being invalidated is irrelevant, if they're part of a deal they could potentially get an equivalent stake in MNKD as it comes out other end of reorg. So it's legal for a portion of common shareholders to work out a bankruptcy deal to benefit themselves and screw the majority of shareholders without the majority of the sharehokders knowing about the plan and having a chance to vote in it???
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Post by rockstarrick on Jun 5, 2017 7:17:14 GMT -5
Until we know where the cash is coming from, it's naive to rule out the possibility of Chapter 11 reorg. And insisting that the Mann Foundation stake makes this impossible belies a gross ignorance of how these things work. If the Foundation cuts a deal with Deerfield, and the BK judge accepts the plan, the Foundation can come out of Chapter 11 whole while we get squat, it doesn't matter that they hold the same class of shares. And Mike and the BOD and the Foundation can all piously claim they left us behind to save Al Mann's gift to the world. I still think/hope we will escape this fate but it is something to watch over the summer. And instead of knee jerk trolling everyone who advises caution with this investment, perhaps you should spend some time learning the basics of bankruptcy law. Ignorance is a two sided coin my friend, if you think my comment is ignorant because Al Manns "common shares" have some magic shield around them protecting from chapter 11 that our "common shares" lack, I'm ok with that, as long as you realize your comment is the more Ignorant one. 😎
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Post by nadathing on Jun 5, 2017 7:28:39 GMT -5
Until we know where the cash is coming from, it's naive to rule out the possibility of Chapter 11 reorg. And insisting that the Mann Foundation stake makes this impossible belies a gross ignorance of how these things work. If the Foundation cuts a deal with Deerfield, and the BK judge accepts the plan, the Foundation can come out of Chapter 11 whole while we get squat, it doesn't matter that they hold the same class of shares. And Mike and the BOD and the Foundation can all piously claim they left us behind to save Al Mann's gift to the world. I still think/hope we will escape this fate but it is something to watch over the summer. And instead of knee jerk trolling everyone who advises caution with this investment, perhaps you should spend some time learning the basics of bankruptcy law. Ignorance is a two sided coin my friend, if you think my comment is ignorant because Al Manns "common shares" have some magic shield around them protecting from chapter 11 that our "common shares" lack, I'm ok with that, as long as you realize your comment is the more Ignorant one. 😎 I may be wrong, but there is a rossomalley that posts on ST and continually pumps. If this is the same rossomalley I have some serious question as to why he plays the other side on this board. I quit reading ST because of the insane pumping. It would be interesting to know if this is the same Ross and what drives the pumping on one board and the soft bashing here.
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Post by peppy on Jun 5, 2017 7:44:04 GMT -5
nada, if he is a pumper, does that make you a dumper? just sayin....
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Post by mountain74 on Jun 5, 2017 7:56:50 GMT -5
Until we know where the cash is coming from, it's naive to rule out the possibility of Chapter 11 reorg. And insisting that the Mann Foundation stake makes this impossible belies a gross ignorance of how these things work. If the Foundation cuts a deal with Deerfield, and the BK judge accepts the plan, the Foundation can come out of Chapter 11 whole while we get squat, it doesn't matter that they hold the same class of shares. And Mike and the BOD and the Foundation can all piously claim they left us behind to save Al Mann's gift to the world. I still think/hope we will escape this fate but it is something to watch over the summer. And instead of knee jerk trolling everyone who advises caution with this investment, perhaps you should spend some time learning the basics of bankruptcy law. Why would Deerfield cut a deal? Unless I read it wrong, if MNKD files for chapter 11, by virtue of the loan covenants, Deerfield would effectively own the company outright if MNKD failed to raise sufficient funds to repay the debt.
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Post by matt on Jun 5, 2017 8:01:18 GMT -5
Until we know where the cash is coming from, it's naive to rule out the possibility of Chapter 11 reorg. And insisting that the Mann Foundation stake makes this impossible belies a gross ignorance of how these things work. If the Foundation cuts a deal with Deerfield, and the BK judge accepts the plan, the Foundation can come out of Chapter 11 whole while we get squat, it doesn't matter that they hold the same class of shares. Reorgs happen when companies run out of cash. It doesn't matter was the market potential is, it doesn't matter the script trajectory, it doesn't matter whether the company is doing international deals and it doesn't matter what follow-up clinical trials say. If the company doesn't have a source of cash to pay the utility bills and to make payroll, Chapter 11 is right around the corner. The poster is entirely correct that what matters now is knowing exactly where the cash is coming from, when, and how much, and to compare that to the monthly $7 million burn and scheduled debt payments. The person that said Dendreon is not a comparable because its market was "microscopic" has it wrong. In the last nine months before DNDN filed, their sales were $224 million and they still had $125 million in cash, short term investments, and restricted cash. Its two main competitors from Big Pharma are each > $2 billion / year drugs. That may not be insulin size numbers, but a market approaching $5 billion is not microscopic. Dendreon was a company that got approval and was getting traction in the market but was not turning the corner fast enough and ran out of money. There is a lesson here for Mannkind; intensions and improvements in operations are always great for any company, but they must come fast enough to prevent draining the balance sheet of its cash. Dendreon didn't move fast enough and hit the wall. As to the assertion that the Mann Group and Foundation can keep their shares in bankruptcy, that is a figment of the imagination. All claims of each class are entitled to identical treatment in the plan, and the court cannot confirm an reorganization plan that treats some shareholders more favorably than others unless there is " new money" involved, and new money implies taking new risks. If the Mann Group were to put up additional cash as DIP financing that money would be at risk, but if they don't write a check for a fresh investment they will get the same treatment as everybody else. Don't stick your head in the sand and think that BK can't happen to Mannkind. It can, it is not a foregone conclusion, but it can. If management can top up the cash balance in the coming months then Mannkind will live on doing business as usual, but if they can't raise the cash that they need there aren't many options left. For those hoping for a white knight to take the company out with a buyout, the white knight is way better off buying the whole enchilada as part of the reorg process under court supervision as that guarantees there will be no lingering liabilities. Acquisitions out of BK are squeaky clean, lightning fast, and are always the preferred option for the buyer.
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